Indaptus Therapeutics, Inc.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

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Filed by a Party other than the Registrant ☐

Check the appropriate box:

Indaptus Therapeutics, Inc.

(Name of Registrant as Specified in its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

Indaptus Therapeutics, Inc.

NOTICE & PROXY STATEMENT

Special Meeting of Stockholders

February 26, 2026

10:00 a.m. (Eastern time)

AT: GREENBERG TRAURIG LLP

ONE VANDERBILT AVENUE,

NEW YORK, NY 10017

January 21, 2026

To Our Stockholders:

You are cordially invited to attend the Special Meeting of Stockholders (the “Special Meeting”) of Indaptus Therapeutics, Inc. at 10.00 a.m. Eastern time, on Thursday, February 26, 2026, at the offices of Greenberg Traurig LLP, One Vanderbilt Avenue, New York, NY 10017. Please note that in order to gain admission to the site of the Special Meeting, all attendees will need to present a photo identification card and have their name previously provided to building security. As such, in order to facilitate your attendance at the Special Meeting, we strongly encourage you to advise Nir Sassi by email atnir@indaptusrx.com or phone at (646) 427-2727 if you plan to attend the meeting prior to 5:00 p.m., Eastern time, on February 25, 2026, so that we can timely provide your name to building security.

The Notice of Meeting and Proxy Statement on the following pages describe the specific matters to be presented at the Special Meeting. Please see the section called “Who can attend the Special Meeting?” on page 5 of the Proxy Statement for more information about how to attend the meeting in person.

Whether or not you attend the Special Meeting, it is important that your shares be represented and voted at the Special Meeting. Therefore, I urge you to promptly vote and submit your proxy by phone, via the Internet, or, by signing, dating and returning the enclosed proxy card in the enclosed envelope, which requires no postage if mailed in the United States. Instructions regarding how you can vote are contained on the proxy card. If you decide to attend the Special Meeting, you will be able to vote in person, even if you have previously submitted your proxy.

If you have any questions regarding the accompanying proxy statement or need assistance in voting your shares of common stock, please contact our proxy solicitor, Sodali & Co, by telephone at (800) 662-5200 (individuals) and (203) 658-9400 (brokers, banks and other nominees), or by email at INDP@investor.sodali.com.

Thank you for your support.

Sincerely,

/s/ David Lazar

David Lazar

Chairman

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INDAPTUS THERAPEUTICS, INC.

3 Columbus Circle

New York, NY 10019